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among the men of business of this country, to understand the laws of business. This disposition, and the actual diffusion of this knowledge, have both greatly increased of late years, and I believe could not have been arrested; for this progress is one element of advancing and improving civilization; and I think it cannot now be prevented.
The institutions and characteristics of this country have their bearing upon this question. We have no sovereign but the law; or rather the people is the sovereign, and the law is their only utterance. It is a sense of this that has here transferred, in some degree at least, the loyalty which in the kingdoms of the Old World attaches to a person, to the law itself, usirg this word in its most comprehensive sense. This is a good thing; flot because the law is always wise and good, but because it will more probably become wise and good, if the whole comAjunity recognize it as entitled to obedience, and therefore entitled to their constant, earnest, and vigorous endeavors to cure its defects, and bring it into harmony with those principles of truth and justice of which it should be the expression. This great duty rests upon us with the stronger obligation because of our greater intelligence and activity of mind, or more general education and wider extent of common knowledge; all which are none the less facts, although they are sometimes used as mere food for vanity, or as topics for adulation. And all these things together seem to lead to the conclusion, that here and now proper efforts should be made to supply all of the community who ask for it,—with accurate and practical information con. cerning those laws which are of the most immediate concern to them.
So far as concerns the whole people, their wish, if expressed in the simplest terms, would undoubtedly be, to know the laws which must regulate their conduct and determine their rights. This wish admits of but one question; it is, How far is this thing practicable? for so far as it is, its propriety and expediency can hardly be denied or doubted. Indeed, they who would most strenuously oppose any effort to teach the people the law, would do so only on the ground that it is impossible to give to the public any knowledge of this kind which would be wide enough
and accurate enough for use. They would think that the very endeavor to learn the law, by persons the main business of vhose lives must be of a very different kind, would lead only to a superficial and erroneous view of the subject; and this, under the name of knowledge, is only the most dangerous ignorance.
We should, however, remember, that the people generally, here and elsewhere, must necessarily know a certain amount oi law, for without this they cannot live safely in society. For example, men in business must know something of the most general laws of business ; as how to conduct their sales, how to make notes, how to collect them, and the like; and all men must know so much of ordinary law as protects and defines their common and universal rights. Moreover, it will probably de admitted that important mistakes, leading to much loss and clifficulty, are every day made, because many do not know those general principles or rules of law which some do know, and which every man in business might know. The question, there. fore, can only be, how much of law it is possible and desirable for inen in business to learn; and what is their best way of leartı ing it.
Here let me remark, that few persons, who have not had occasion to study and to teach Commercial Law as a whole, are aware of that unity and harmony of its principles, which make it indeed a system of laws; or of the prevailing simplicity and rea. sonableness of its rules. An eminent English lawyer has said, that it was astonishing within how small a space all the princi: ples of commercial law may be compacted. It is equally true, that the laws of business are generally free from mere technicality and obscurity; and the reason is, that they are for the most part, and substantially, nothing more than the actual prac. tice of the business community, expressed in rules and maxims, and invested with the authority of law.
The knowledge which a trader acquires of the laws of trado need not, at all events, be superficial; for a knowledge of principles, and an intelligent appreciation of them, however limited it may be, should not be regarded as superficial. And these limits need not be narrow. The extent of this knowledge, and ts accuracy, thoroughness, and utility, must obviously depend upon the books from which it is acquired, and upon the manner of using those books.
Considerations of this kind led me to the belief, that it was possible to make a book, which should place within the apprehension of every intelligent trader, and of every young man who proposes to engage in any department of business (and this now means almost every man in the community), at the cost of no more time than every one can conveniently give to it, a useful knowledge of all the elements, or general rules and principles, of the Laws of Business.
In other words, I thought it an undeserved reproach of our Laws of Business, to say that they were not intelligible by all, if stated with simplicity and accuracy; and an equally undeserved reproach of our Men of Business, to say that they could not comprehend laws, which were made for them, and were intelligible in themselves, and plainly stated. It seemed to me, therefore, that the time had come, in this country, for a book which no one has ever attempted to make anywhere heretofore. This book should contain all the principles of all the branches of the laws which regulate the common transactions of life, stated with all the accuracy that care and labor could insure in any book, and so stated that any man of good capacity, with reasonable effort, might understand all of them; and might, with the help of the Index, find in the volume a true and intelligible answer to the questions which every day arise ; and might, if he were willing to make a regular study of the whole book in course, become acquainted with the rules, and the reasons of the rules, by which all business may be safely conducted. And this book I have endeavored to make. I have compiled it, mainly from the lawbooks I have already made for the profession. If they are accurate and trustworthy, this is so; and I may be permitted to say, that whatever earnest endeavors could do to make those books trustworthy was done; and that accumulated testimony, which I have no right to disregard, encourages me to hope that I have not labored in this respect in vain.
I have made changes which seemed to be required by the intended adaptation of this book to all men and not to lawyers only. These are, first, the omission of citations and references lo reports and authorities; next, the addition of some elementary rules and principles and definitions, which would not be necessary in a book for lawyers only; and lastly, the use of common or non-professional language, the general omission of merely technical words, and the full explanation of such words when they are used.
If there are those who are preparing for a life of business, or are now engaged in it, who will study this volume, in course, dwelling on what seems most important, and examining with care what seems obscure,- I venture to hope that they will find the work so arranged, and the meaning so expressed, that what comes before explains what follows, and every part of it will be intelligible. At the same time, I have labored to make everything plain by itself, as far as that was possible, that it might not disappoint those who, without reading it in course, look into it for an answer to questions as they arise. And for such persons I have endeavored to have the Index of Subjects (at the end of the book) exceedingly full and minute.
I have added a great variety of Forms. Of course no cob lection of Forms could be made large enough to meet the exact facts of every case that can arise. But it is possible to give accurate Forms of all sorts; and any person can select the Form nearest to his particular need, and easily make the altera tions which the facts of his case require.
BUSINESS LAW IN GENERAL, All law is divided into what it called, in law books, common law and statute law. We have legislatures, and our fathers had them; and a very large proportion of the laws now binding upon us were made by those legislatures in a formal and regular
All these are Statutes; and taken altogether, they compose the Statute Law. Besides this, however, there is another very large portion of our law which was not enacted by our
legislatures; and it is called the Common Law. In fewer words, all law was regularly enacted, or it was not. If it was, it is statute law; if it was not so enacted, it is common law.
The common law of the several States of this country consists, in the first place, of all the law of England—whether statute or common there—which was in force in that State at the time of our independence, and recognized by our courts, and which has not since been repealed or disused. And next, of all those universal usages, and all those inferences from, or applications of, established law, which courts in this country have recognized as having among us the force of law. For this common law there is no authority excepting the decisions of the courts; and we have no certain means of knowing what is or is Hot a part of the common law, excepting by looking for it in those decisions. Hence the value and importance of the reported decisions, which are published by official reporters in most of our States.
A very important part of the common law, especially to all men in business, is what is called, by an ancient phrase, the Law-Merchant. By this is meant the law of merchants; or, more accurately, the law of mercantile transactions; and by this again is meant all that branch of the law, and all those principles and rules, which govern mercantile transactions of
This great department of the law derives its force in part from statutory enactments, but in far greater part from che well-established usages of merchants, which have been adopted, sanctioned, and confirmed by the courts.
For example, a large proportion of the law of factors and brokers, most of that of shipping and of insurance, and nearly all the peculiar rules applicable to negotiable paper (or promissory notes and bills of exchange payable to order), belong distinctly to the Law-Merchant.
The courts of this country have always acknowledged that a custom of merchants, if it were proved to be so nearly universal and so long established that it must be considered that all merchants know it and make their bargains with reference to it, constitutes a part of the law-merchant. And the lawmerchant is itself a part of the common law, and therefore has